Muruzabal Claudio 4

What Happened

• Claudio Muruzabal, a director of Principal Financial Group (PFG), had three small open-market transactions reported on a Form 4: purchases of 5 shares on 2025-01-02 at $77.49 ($387) and 5 shares on 2026-02-09 at $97.09 ($485), and a sale of 5 shares on 2025-04-21 at $70.05 ($350). Overall, the reported trades result in acquiring 10 shares for ~$872 and disposing of 5 shares for ~$350 (net +5 shares).

Key Details

• Transactions (open-market):
  • 2025-01-02: Buy 5 shares @ $77.49 (reported value $387). (Code P)
  • 2025-04-21: Sell 5 shares @ $70.05 (reported value $350). (Code S)
  • 2026-02-09: Buy 5 shares @ $97.09 (reported value $485). (Code P)
• Net effect of reported trades: +5 shares (acquired 10, sold 5).
• Shares owned after these transactions: Not specified in the provided filing data.
• Filing: Form 4 filed 2026-03-25 (covers transactions through 2026-02-09). This appears later than the usual 2-business-day reporting window for Section 16 insiders.
• Footnotes: The trades were executed in accounts managed by a financial advisor who had full investment control and were made without the reporting person’s knowledge or direction (footnotes F1/F2). Footnote F2 also states no short-swing profits resulted, so no disgorgement under Section 16(b) was required.

Context

• These are small, open-market purchases and a small sale by a company director; purchases are often watched as a mildly bullish signal but these amounts are very small relative to typical insider trades. The filing notes the trades were placed by the advisor without the director’s direction, which is important context for interpreting intent. The apparent late filing is a timeliness issue for disclosure, though the footnotes address Section 16(b) profit concerns.